Introduction
Ruilin is an officer at Fredrikson & Byron, and a member of the Corporate and Securities, Energy, and International Practice Groups. Ruilin works on a variety of business matters, including mergers and acquisitions, compliance with Securities and Exchange Commission requirements, and corporate formation and governance. Ruilin also represents wind energy owners, investors, and developers in connection with the acquisitions, development, and financing of wind energy projects.
Prior to working at Fredrikson & Byron, she earned her law degree in China and practiced law for five years in Tianjin, China. Her unique qualification in American and Chinese law enables her to assist both U.S. businesses expanding into Chinese markets and Chinese businesses seeking representation in the United States.
Education
- University of Minnesota Law School, J.D., 2001, magna cum laude
- Tianjin Normal University, Tianjin, China, Bachelor of Law, 1989
Bar Admissions
- Minnesota, 2001
- Minnesota, Foreign Legal Consultant, 1997
- People's Republic of China, 1990
Practice Areas
- Energy
- Corporate
- Securities
- International
- Mergers & Acquisitions
- Corporate Governance & Investigations
- Life Sciences
- Foreign Corrupt Practices Act & Anti-Corruption
- China Practice
- Public Companies
Languages
- Fluent in Chinese (Mandarin)
- Fluent in English
Representative Experience
Corporate Finance and Governance
- Representing wind farm investor/owner in connection with acquisition and sale of wind farm projects.
- Representing issuers in public offerings (including IPO and exchange offers) and private placements of equity and debt securities; representing issuers in tender offers and in mergers and acquisitions
- Advising clients on compliance, disclosure and corporate governance issues arising under federal securities laws and NYSE and NASDAQ listing standards, including the Sarbanes-Oxley Act of 2002
- Advising U.S. companies on transacting business in China and Chinese companies on transacting business in the U.S., including FCPA compliance, mergers and acquisitions, joint ventures and wholly owned subsidiaries, employment, IP and tax issues in China
- Speaking frequently on various legal issues of conducting business in
Transactions
- Representation of a national restaurant chain company in its initial public offering of $51 million of common stock and listing on NASDAQ
- Representation of a global leader of medical device public company in the following
- Offer to exchange new contingent convertible debentures for old debentures in the amount of $2 billion due to the changes of applicable accounting rules pursuant to a Registration Statement on Form S-4
- Private offering of $1 billion of notes under Rule 144A and Registration Statement on Form S-4 to cover the resale of notes
- Local counsel with respect to a private debt offering under Rule 144 in the amount of $4.4 billion and subsequent registration on Form S-3 to cover the resale of such debt securities
- Public offering of $1.25 billion of notes pursuant to an automatic shelf registration statement on Form S-3
- Expansion of the selling agents for $2.25 billion commercial paper program
- Increase/modification to $100 million for a director & officer indemnification trust
- Representation of transportation company in a third party cash tender offer of common stock in the amount of $3.5 million and a technology company in an issuer tender offer to exchange all outstanding options to purchase shares of issuer common stock
Selected Publications & Presentations
- Presenter, “Doing Wind Business in North America Forum,” China Wind Power, Beijing 2012, November 15-17, 2012
- “SEC Adopts Final Rules Relating to Compensation Committees and Compensation Advisers,” FredNEWS: Corporate & Securities, August 2012
- “SEC Approves Whistleblower Rules,” FredNEWS: Corporate & Securities, September 2011
- Presenter,
- “Partnering with China for Mutual Benefit,” Global Business Connections Conference, March 10-11, 2009
- Presenter, “Managing Business and Operational Risk in China,” February 20, 2009
- “Managing Business and Operational Risk in China,” Iowa Department of Economic Development, February 13, 2009
- “China’s Anti-Monopoly Law,” co-authored with Brinton Scott and ShuJuan Yang, September 2008
- "China's New Labor Contract Law," FredNEWS: International, January 2008
- Presenter, “China Practicum: A Compact Course on China,” Minnesota Trade Office, November 7, 2007
- Speaker, “China: Pay Attention to Your Intellectual Property – or Suffer the Consequences,” Medical Device Resource Group, July 26, 2007
- Speaker, “Protecting Intellectual Property in China: An Overview of the Changing Landscape,” Minnesota Trade Office's Seminar on The China Practicum: A Compact Course on China, July 18, 2007
- “SEC Adopts New Disclosure Rules Concerning Executive Compensation,” co-authored with Thomas F. Steichen and Scott Dorfman, Fredrikson & Byron’s Business Focus Newsletter, November 2006; also appeared in the MSBA Business Law News, February 2007
- Speaker, “Asian Submission Issues and Lessons Learned,” 5th Annual LifeScience Alley Conference and Expo, St. Paul, Minnesota, December 6, 2006
- Speaker, Doing Business in China: Cross-Cultural Marketing & Intellectual Property Seminar, November 15, 2006
- Speaker, Minnesota Trade Office’s World Trade Week, China: Your Next Big Market, May 18, 2006
- Speaker, Fredrikson & Byron’s Global Perspectives Seminar, China: Your Next Big Market, February 24, 2006
- Corporate Governance & Organizational Integrity, co-authored with John Stout, University of St. Thomas Law Journal, Spring 2004, Volume 1, Number 2
- Speaker, Fredrikson & Byron’s Global Perspectives Seminar, China Challenge, April 22, 2005
- “China's Accession in WTO,” Fredrikson & Byron’s International Focus Newsletter, October 2002
Honors & Distinctions
- Minnesota Law Review